These terms and conditions
(“Agreement”) sets forth the general terms and conditions of your use of
the www. adinasbrands.com website (“Website” or
“Service”) and any of its related products and services (collectively,
“Services”). This Agreement is legally binding between you (“User”, “you” or
“your”) and ADINASBRANDS. (ADINASBRANDS) (“ADINASBRANDS. (ADINASBRANDS)”, “we”,
“us” or “our”). By accessing and using the Website and Services, you
acknowledge that you have read, understood, and agree to be bound by the terms
of this Agreement. If you are entering into this Agreement on behalf of a
business or other legal entity, you represent that you have the authority to
bind such entity to this Agreement, in which case the terms “User”, “you” or
“your” shall refer to such entity. If you do not have such authority, or if you
do not agree with the terms of this Agreement, you must not accept this
Agreement and may not access and use the Website and Services. You acknowledge
that this Agreement is a contract between you and ADINASBRANDS. (ADINASBRANDS),
even though it is electronic and is not physically signed by you, and it
governs your use of the Website and Services.
ACCOUNTS AND MEMBERSHIP
You must be at least 18
years of age to use the Website and Services. By using the Website and Services
and by agreeing to this Agreement you warrant and represent that you are at
least 18 years of age. If you create an account on the Website, you are responsible
for maintaining the security of your account and you are fully responsible for
all activities that occur under the account and any other actions taken in
connection with it. We may monitor and review new accounts before you may sign
in and start using the Services. Providing false contact information of any
kind may result in the termination of your account. You must immediately notify
us of any unauthorized uses of your account or any other breaches of security.
We will not be liable for any acts or omissions by you, including any damages
of any kind incurred as a result of such acts or omissions. We may suspend,
disable, or delete your account (or any part thereof) if we determine that you
have violated any provision of this Agreement or that your conduct or content
would tend to damage our reputation and goodwill. If we delete your account for
the foregoing reasons, you may not re-register for our Services. We may block
your email address and Internet protocol address to prevent further registration.
BILLING AND PAYMENTS
You shall pay all fees or
charges to your account in accordance with the fees, charges, and billing terms
in effect at the time a fee or charge is due and payable. Where Services are
offered on a free trial basis, payment may be required after the free trial
period ends, and not when you enter your billing details (which may be required
prior to the commencement of the free trial period). If auto-renewal is enabled
for the Services you have subscribed for, you will be charged automatically in
accordance with the term you selected. If, in our judgment, your purchase
constitutes a high-risk transaction, we will require you to provide us with a
copy of your valid government-issued photo identification, and possibly a copy
of a recent bank statement for the credit or debit card used for the purchase.
We reserve the right to change products and product pricing at any time. We
also reserve the right to refuse any order you place with us. We may, in our
sole discretion, limit or cancel quantities purchased per person, per household
or per order. These restrictions may include orders placed by or under the same
customer account, the same credit card, and/or orders that use the same billing
and/or shipping address. In the event that we make a change to or cancel an order,
we may attempt to notify you by contacting the e-mail and/or billing
address/phone number provided at the time the order was made.
ACCURACY OF INFORMATION
Occasionally there may be
information on the Website that contains typographical errors, inaccuracies or
omissions that may relate to promotions and offers. We reserve the right to
correct any errors, inaccuracies or omissions, and to change or update information
or cancel orders if any information on the Website or Services is inaccurate at
any time without prior notice (including after you have submitted your order).
We undertake no obligation to update, amend or clarify information on the
Website including, without limitation, pricing information, except as required
by law. No specified update or refresh date applied on the Website should be
taken to indicate that all information on the Website or Services has been
modified or updated.
THIRD PARTY SERVICES
If you decide to enable,
access or use third party services, be advised that your access and use of such
other services are governed solely by the terms and conditions of such other
services, and we do not endorse, are not responsible or liable for, and make no
representations as to any aspect of such other services, including, without
limitation, their content or the manner in which they handle data (including
your data) or any interaction between you and the provider of such other
services. You irrevocably waive any claim against ADINASBRANDS. (ADINASBRANDS)
with respect to such other services. ADINASBRANDS. (ADINASBRANDS) is not liable
for any damage or loss caused or alleged to be caused by or in connection with
your enablement, access or use of any such other services, or your reliance on
the privacy practices, data security processes or other policies of such other
services. You may be required to register for or log into such other services
on their respective platforms. By enabling any other services, you are
expressly permitting ADINASBRANDS. (ADINASBRANDS) to disclose your data as
necessary to facilitate the use or enablement of such other service.
ADVERTISEMENTS
During your use of the
Website and Services, you may enter into correspondence with or participate in
promotions of advertisers or sponsors showing their goods or services through
the Website and Services. Any such activity, and any terms, conditions, warranties
or representations associated with such activity, is solely between you and the
applicable third party. We shall have no liability, obligation or
responsibility for any such correspondence, purchase or promotion between you
and any such third party.
LINKS TO OTHER RESOURCES
Although the Website and
Services may link to other resources (such as websites, mobile applications,
etc.), we are not, directly or indirectly, implying any approval, association,
sponsorship, endorsement, or affiliation with any linked resource, unless
specifically stated herein. We are not responsible for examining or evaluating,
and we do not warrant the offerings of, any businesses or individuals or the
content of their resources. We do not assume any responsibility or liability
for the actions, products, services, and content of any other third parties.
You should carefully review the legal statements and other conditions of use of
any resource which you access through a link on the Website and Services. Your
linking to any other off-site resources is at your own risk.
PROHIBITED USES
In addition to other terms
as set forth in the Agreement, you are prohibited from using the Website and
Services or Content: (a) for any unlawful purpose; (b) to solicit others to
perform or participate in any unlawful acts; (c) to violate any international,
federal, provincial or state regulations, rules, laws, or local ordinances; (d)
to infringe upon or violate our intellectual property rights or the
intellectual property rights of others; (e) to harass, abuse, insult, harm,
defame, slander, disparage, intimidate, or discriminate based on gender, sexual
orientation, religion, ethnicity, race, age, national origin, or disability;
(f) to submit false or misleading information; (g) to upload or transmit
viruses or any other type of malicious code that will or may be used in any way
that will affect the functionality or operation of the Website and Services,
third party products and services, or the Internet; (h) to spam, phish, pharm,
pretext, spider, crawl, or scrape; (i) for any obscene or immoral purpose; or
(j) to interfere with or circumvent the security features of the Website and
Services, third party products and services, or the Internet. We reserve the
right to terminate your use of the Website and Services for violating any of
the prohibited uses.
INTELLECTUAL PROPERTY
RIGHTS
“Intellectual Property
Rights” means all present and future rights conferred by statute, common law or
equity in or in relation to any copyright and related rights, trademarks,
designs, patents, inventions, goodwill and the right to sue for passing off, rights
to inventions, rights to use, and all other intellectual property rights, in
each case whether registered or unregistered and including all applications and
rights to apply for and be granted, rights to claim priority from, such rights
and all similar or equivalent rights or forms of protection and any other
results of intellectual activity which subsist or will subsist now or in the
future in any part of the world. This Agreement does not transfer to you any
intellectual property owned by ADINASBRANDS. (ADINASBRANDS) or third parties,
and all rights, titles, and interests in and to such property will remain (as
between the parties) solely with ADINASBRANDS. (ADINASBRANDS). All trademarks,
service marks, graphics, and logos used in connection with the Website and
Services are trademarks or registered trademarks of ADINASBRANDS. (ADINASBRANDS)
or its licensors. Other trademarks, service marks, graphics, and logos used in
connection with the Website and Services may be the trademarks of other third
parties. Your use of the Website and Services grants you no right or license to
reproduce or otherwise use any of ADINASBRANDS. (ADINASBRANDS) or third-party
trademarks.
DISCLAIMER OF WARRANTY
You agree that such
Service is provided on an “as is” and “as available” basis and that your use of
the Website and Services is solely at your own risk. We expressly disclaim all
warranties of any kind, whether express or implied, including but not limited
to the implied warranties of merchantability, fitness for a particular purpose,
and non-infringement. We make no warranty that the Services will meet your
requirements, or that the Service will be uninterrupted, timely, secure, or
error-free; nor do we make any warranty as to the results that may be obtained
from the use of the Service or as to the accuracy or reliability of any
information obtained through the Service or that defects in the Service will be
corrected. You understand and agree that any material and/or data downloaded or
otherwise obtained through the use of Service is done at your own discretion
and risk and that you will be solely responsible for any damage or loss of data
that results from the download of such material and/or data. We make no
warranty regarding any goods or services purchased or obtained through the
Service or any transactions entered into through the Service. No advice or
information, whether oral or written, obtained by you from us or through the
Service shall create any warranty not expressly made herein.
LIMITATION OF LIABILITY
To the fullest extent
permitted by applicable law, in no event will ADINASBRANDS. (ADINASBRANDS), its
affiliates, directors, officers, employees, agents, suppliers or licensors be
liable to any person for any indirect, incidental, special, punitive, cover or
consequential damages (including, without limitation, damages for lost profits,
revenue, sales, goodwill, use of the content, impact on business, business
interruption, loss of anticipated savings, loss of business opportunity)
however caused, under any theory of liability, including, without limitation,
contract, tort, warranty, breach of statutory duty, negligence or otherwise,
even if the liable party has been advised as to the possibility of such damages
or could have foreseen such damages. To the maximum extent permitted by
applicable law, the aggregate liability of ADINASBRANDS. (ADINASBRANDS) and its
affiliates, officers, employees, agents, suppliers, and licensors relating to
the services will be limited to an amount greater than one dollar or any
amounts actually paid in cash by you to ADINASBRANDS. (ADINASBRANDS) for the
prior one month period prior to the first event or occurrence giving rise to
such liability. The limitations and exclusions also apply if this remedy does
not fully compensate you for any losses or fails of its essential purpose.
INDEMNIFICATION
You agree to indemnify and
hold ADINASBRANDS. ( ADINASBRANDS) and its affiliates, directors, officers,
employees, agents, suppliers and licensors harmless from and against any
liabilities, losses, damages or costs, including reasonable attorneys’ fees,
incurred in connection with or arising from any third party allegations,
claims, actions, disputes, or demands asserted against any of them as a result
of or relating to your Content, your use of the Website and Services or any
willful misconduct on your part.
SEVERABILITY
All rights and
restrictions contained in this Agreement may be exercised and shall be
applicable and binding only to the extent that they do not violate any
applicable laws and are intended to be limited to the extent necessary so that
they will not render this Agreement illegal, invalid or unenforceable. If any
provision or portion of any provision of this Agreement shall be held to be
illegal, invalid or unenforceable by a court of competent jurisdiction, it is
the intention of the parties that the remaining provisions or portions thereof
shall constitute their agreement with respect to the subject matter hereof, and
all such remaining provisions or portions thereof shall remain in full force
and effect.
DISPUTE RESOLUTION
The formation,
interpretation, and performance of this Agreement and any disputes arising out
of it shall be governed by the substantive and procedural laws of Ontario,
Canada without regard to its rules on conflicts or choice of law and, to the
extent applicable, the laws of Canada. The exclusive jurisdiction and venue for
actions related to the subject matter hereof shall be the courts located in
Ontario, Canada, and you hereby submit to the personal jurisdiction of such
courts. You hereby waive any right to a jury trial in any proceeding arising
out of or related to this Agreement. The United Nations Convention on Contracts
for the International Sale of Goods does not apply to this Agreement.
ASSIGNMENT
You may not assign,
resell, sub-license or otherwise transfer or delegate any of your rights or
obligations hereunder, in whole or in part, without our prior written consent,
which consent shall be at our own sole discretion and without obligation; any such
assignment or transfer shall be null and void. We are free to assign any of its
rights or obligations hereunder, in whole or in part, to any third party as
part of the sale of all or substantially all of its assets or stock or as part
of a merger.
CHANGES AND AMENDMENTS
We reserve the right to
modify this Agreement or its terms relating to the Website and Services at any
time, effective upon posting of an updated version of this Agreement on the
Website. When we do, we will revise the updated date at the bottom of this page.
Continued use of the Website and Services after any such changes shall
constitute your consent to such changes.
ACCEPTANCE OF THESE TERMS
You acknowledge that you
have read this Agreement and agree to all its terms and conditions. By
accessing and using the Website and Services you agree to be bound by this
Agreement. If you do not agree to abide by the terms of this Agreement, you are
not authorized to access or use the Website and Services.
CONTACTING US
If you would like to
contact us to understand more about this Agreement or wish to contact us
concerning any matter relating to it, you may do so via email at support@adinasbrands.com
Last updated on September
18th, 2023.